In corporate governance, hostile takeovers can be structured as half-cash, half-stock transactions where the acquiring company's shareholders continue owning the business under new management, potentially creating value by replacing entrenched management teams with owner-operators who have significant personal investment and skin in the game.
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GAMESTOP CEO RYAN COHEN INTERVIEW PIERS MORGAN 2
Added:So, Ryan Cohen did another interview with Piers Morgan. I believe Andrew Ross Sorkin's on this in the studio with Piers Morgan, as well. So, I guess we'll see what they got to say. It should be an interesting interview. Let's get right into it.
>> Well, joining us now to react to that interview is Ryan Cohen, the CEO of GameStop. So, Ryan, you were listening there to Andrew.
Uh it was a little glimmer of hope. He didn't think it was impossible, just very difficult. What's your reaction?
>> Yeah, there was a part of this where they reacted to Ryan Cohen's last interview with Piers Morgan. I'll show that at the end of this interview. Let's get into this first.
>> Um it reminds me of uh the movie Dumb and Dumber, where the girl tells Jim Carrey, "What are my He asked, "What are my chances?" And uh she says like one in a million or something, and he says, "So, you're saying there's a chance."
>> [laughter] >> So, you're saying there's a chance. All right. So funny, bro, every time.
>> I mean, look, Andrew is, notwithstanding your little dig, uh which I played to him, um that he doesn't he didn't understand it. I think he does understand it, and he outlined just now the reasons for his concern and wanting you to really articulate how you thought this would work.
>> I imagine their concerns are the dilution, but I guess we'll see.
>> Yeah, I mean, do you understand his concerns? Do you Do you Do you Do you Do you accept that he you know, is pretty expert in this, and the the concerns are valid?
>> Yeah, I mean, uh it's tough. Everything that I've done has always been tough. I I um if you would have looked at what the chances of Chewy to succeed against Amazon, the odds, you know, were very, very low, and turning around GameStop, if you asked all of Wall Street what they thought the business was going to be doing in 2026 when I joined the board, they would have said that the company would have been bankrupt a few times over. So, >> People still think GameStop's going bankrupt even after the turnaround. It's actually insane how negative people are on GameStop with what they've done so far. And also, it's pretty insane how low the stock price is for what they've done so far. I'm very surprised at the stock price action.
But maybe they're the market's just waiting on news. I don't know. It's pretty interesting.
>> Uh Yeah, this is uh it's tough.
>> There have been reports today saying that you've not given up on this uh project. And you may now take your proposal directly to shareholders for attempted hostile takeover. Is that true?
>> I'm definitely >> I wonder how the hostile takeover's going to work. Are they just going to vote Ryan Cohen straight in as the CEO?
And then they won't even have to buy it.
I I'm very curious how that's going to work out.
>> I'm not going to give up.
Uh that's uh I'm not going to stop. So, >> You're not denying the the report which includes the the proposal potentially direct to shareholders for an attempted hostile takeover. Is that been true?
>> I hope Ryan Cohen doesn't give up, man.
I hope he takes eBay over because it's going to be so beneficial for GameStop shareholders. And the longer it takes, the more beneficial it's going to be for GameStop shareholders in my opinion.
>> All ultimately, the owners of the business are the shareholders.
And the fate of the business is going to be decided by the owners of the business. And the vote is going to come down to who they want running the business. Do you want an entrenched management team that's collecting tens of millions of dollars in risk-free compensation running the business, or do you want someone that's putting all his chips on the table both through GameStop and me personally. And but ultimately >> Dude, him personally just dude, he just dropped a bomb right there. Him personally.
Oh, bro. So maybe Ryan is buying shares of GameStop with the shares of eBay with his own capital. Of course, he's buying shares of GameStop with his own capital, but very interesting little piece right there. I wonder how relevant that actually is.
>> Ultimately, you know, the the management team and the board has all kinds of perverse incentives, uh, but I'm going to do everything to make sure that ultimately the owners of the business get to make that decision.
>> It doesn't sound like it's a denial.
>> Yeah, but Ryan and GameStop GameStop's going to be a 20% owner. Potentially, Ryan's going to be like a 3-4% owner.
Who else that Ryan knows is a pretty big owner in eBay? Like I think they'll be able to sway that vote potentially. I mean, we'll see. They almost got the prop four voted in without that massive position GameStop has. So it's going to be extremely close.
And as time goes on, of course, I think the more control GameStop and the people that know Ryan Cohen I I just think the more control they're going to have over eBay, the more time they have to buy shares.
>> [laughter] >> It's not a denial.
>> Wow. Okay.
So that is news. So you are seriously considering a hostile takeover.
>> Going to do whatever we need to do in order to maximize shareholder value for for GameStop and um we've made a a big investment. We're one of the largest active shareholders of the business and I love eBay and the business is highly complimentary to GameStop's business and it's a business that I personally understand very well.
>> Yeah, it's very impressive how GameStop's uh acquiring their eBay position by selling puts and buying calls and still acquiring shares here and there. They definitely haven't acquired anywhere near as many shares as options they've bought, but basically their option position is free and if eBay shares continue to go up, they're going to profit massively from that eBay position.
>> And it's within my circle of competence.
So >> Also, I think it's very impressive that Ryan thinks he's just going to come into eBay and absolutely crush. And he says that, you know, e-commerce is his wheelhouse and seeing what he did with GameStop I just can't even imagine what he's going to do with eBay because what he did with GameStop is so impressive.
But if he thinks he can do even more with eBay or an e-commerce website, I'm just I'm just so excited to see what's going to happen.
>> Well, uh we'll see what happens.
>> [laughter] >> Well, it it uh >> His little smile is so hilarious, bro. I can't get over it. Look at this guy. Look at this guy.
>> Look forward uh greatly to your next move on that. Just very quickly, SpaceX.
You know, we just heard Andrew talking about it that it's going to be a rocket launch launch, but it's going to have to reach rocket levels uh to justify I guess all the hype. What's your view about it?
>> I wouldn't bet against that. I wouldn't uh I wouldn't be arrogant enough to to bet against uh to bet against Elon.
And um what I find interesting um on all the skeptics on Wall Street is how quickly they are to take the side of the establishment. I don't know what it is. Maybe they play by the rules. They go on the show. They answer all their questions. They bow down to them. They get together in the Hamptons. I don't know what it is, but there's nothing that is more American than risking your own money.
And if you end up making money, great.
If you end up losing money, then you lose money. And yet you look at the mainstream media like with uh with GameStop as an example, and it's almost like everyone is rooting and wants wants to see our demise. And yeah, it's the same thing in this situation, too. They >> Nothing more American than risking your own money. I I agree, Ryan. That is a fantastic way to put it. That so good.
So good. Well said.
>> They want to see us fail. They hope we fail and doesn't really make sense to me. It's anti-American.
>> I I mean, I think a lot of people do want to see GameStop fail, but I think it's also based on the stock chart.
People look at GameStop stock chart and see that it's been flat for over 2 years and relatively bearish the past 5 years, depending how you look at it. And then you see all these AI stocks and large tech names just absolutely ripping. It's just people are going to be super negative about a stock chart that's not even moving when there's all these other things that are just going straight up and literally anybody could make money buying something like that.
But, I've also been in this type of market environment before. It was very similar in 2020 to 2021. Everyone was making easy money. There was so many stocks just going up, but eventually the music stops and people change their tune.
And, you know, if the music does stop on a lot of these tech names and GameStop still just consistently trending up, maybe it's not doing as well as it should be, but if it's just consistently trending up, I think people are going to change their tune about it real quick once all of their gains from AI and tech go away.
>> What we're doing is tough, but we're taking on risk. And if you look at the current management team and the board, you've got a board of directors that are making hundreds of thousands of dollars a year for attending a few board meetings. You've got a management team. You've got a CEO in particular that's making tens of millions of dollars, have never bought a single share of stock on the open market with his own money, and yet why are they so quick to protect and want them to succeed? Like, you know, you talk about like I I watch what you know, wealth inequality and all of these systemic risks.
>> I've always wondered that, too. You know, when GameStop first became a meme back in 2020, 2021, it was all about sticking it to the man, you know, sticking it to the hedge funds. Everyone buy so we can wreck the hedge funds, but it definitely seems like that's not the case anymore. People just want to see GameStop fail where if everyone just focused on GameStop and everyone bought GameStop, I think there would be a very significant outcome a very significant positive outcome for the people doing that. But that's just never going to happen because there's so much negativity and people are going to continue to short the stock.
E- E- whether that's going to work out for them, I don't think so, you know, I'm all in GameStop. I think it's going to go up, but if people want to continue to bet against it, be my guest. I sure I sure hope you continue to bet against it because when it comes time for your position to be closed, I mean, we'll see what happens.
>> And then you have someone that's taking on a lot of risk and putting a lot of skin in the game. It's like, why do they want us to fail?
I don't understand.
>> You know, I love entrepreneurs. I think they make the world go around. I think that most people are risk-averse and play safe in their lives and their business. And actually, if it wasn't for people like you and Elon Musk and others, the world would be a very dull place. And sometimes you got to speculate to accumulate and you may crash and burn, but as we learned in uh in Top Gun, sometimes you will crash and burn, but other times you you're going to you're going to win.
Uh and I I wouldn't bet against you, either, Ryan. I've enjoyed talking to you the few times we've done it. I hope we continue to do it. And if you pull it off, it'll be amazing. And if you don't, well, you had a go.
>> I appreciate it, Piers.
We're on the same page.
>> We are. And we will talk again. Ryan, thank you very much.
>> Nice seeing you.
>> Hey, that was pretty good. There was also a little part where they reacted to Ryan's last interview with Piers Morgan and Andrew Sorkin was on.
Where is it? I think it's right here.
>> could possibly finance his $56 billion bid to acquire eBay, saying the maths just didn't work.
So, he came on Uncensored to respond. He said this.
>> I was surprised by their lack of understanding um of uh of the structure cuz it's very simple.
It's half cash, it's half stock. Uh we have the ability to issue stock. Uh essentially, the eBay shareholders are going to continue owning eBay except it's going to be run by an owner-operator as opposed to an entrenched management team um that has zero invested and zero skin in the game. And the other half of the structure, we've got 9 billion of cash on our balance sheet and our bankers have advised us that they feel confident in our ability to raise 20 billion.
Uh so, it's a straightforward deal.
But um you know, it was it was too complicated for them on CNBC.
>> Now, the reason I wanted to play that to you is because it was way too complicated for me to understand whether anything that he said there was actually credible. You've now heard it.
He says it's too complicated for you to understand.
>> No.
>> Let me I can explain >> I would beg to differ. But from what you just heard there, which was his kind of clarifying explanation, what would your response be?
>> So, look, I think what he is trying to do is slightly different than what is a classic acquisition. Um and I just for the record, I did understand exactly what the transaction was. I was desperately trying to get him to explain it to the public in a way that they could understand it. Um and >> He said go on the website, half cash, half stock. How can the public not understand that? That's crazy.
>> But in terms of what the deal is, typically when you buy a company, you have more money than the company that you're buying and you're buying out their shares. In fact, he said that he was buying it at a premium.
>> What about Paramount Warner Brothers?
Nobody ever talks about that.
>> That's not exactly what this deal is.
He's paying some money to the company, but he's effectively telling eBay shareholders, you are going to roll in with me. Meaning, you're going to a big portion of your shares are still coming here. So, I'm not really buying you out at all. I'm just you're going to roll in with me and if you like me as the manager and think that what I've done with Chewy he he had a great success >> Well, he tried to buy them out at a very extreme premium. $125 a share was extremely an extremely good deal for shareholders, but the eBay management team kind of screwed their shareholders over.
So, it was a really good deal for eBay shareholders, especially being able to just automatically invest in Ryan Cohen's business. That's a positive.
>> That's the Chewy if you think that what he's doing with GameStop was great, then you'll you'll follow down this path. And that that's what the deal is. The question is he needs to ultimately persuade those eBay shareholders. And those eBay shareholders are big Wall Street institutions by the way. It's not >> Or he just has to buy enough shares him and his team that they have a majority vote.
And I mean, if you do look at the prop four vote for eBay during their annual shareholder meeting, it was like two or 150 million again or four and 210 million against. So, it was very close.
It was very close to passing to change that uh special meeting criteria from 20% to 10%. Ryan Cohen didn't even vote in that uh annual meeting. So, if they continue to acquire more shares, I think it should be very possible for this hostile takeover to happen.
But I I I do feel bad for eBay shareholders because the eBay management team should have taken that deal that Ryan Cohen proposed to them.
Now, you know, I think eBay shareholders aren't going to get as much value unless, you know, they're able to just roll all of their shares over into the new company. I think I will see how this deal goes down, but I really think eBay's management team kind of dropped the ball on their shareholders by not accepting Ryan's deal.
>> Uh retail investors necessarily a lot, you know, there a lot of retail investors in GameStop. Got them very excited about GameStop. He's got to persuade BlackRock and uh you know, T.
Rowe Price and all the big funds that he's the guy to run this and that they need to trust him.
>> What about the >> I mean, look at GameStop. I think uh BlackRock is if they're looking at GameStop, they should be very confident and really want Ryan Cohen on as eBay CEO.
>> Okay. One last one. Will GameStop acquire eBay by the end of the year?
15% are saying yes in the prediction market.
Down >> I still think that vote is really good.
Potentially, you know, that could be a really good bet. As time goes on, it's getting less and less attractive, but I still think that GameStop's going to get this deal done by the end of the year.
But, we'll see. We'll see. I guess I should have watched this part before the interview, but whatever.
>> from 22%.
Where would you put the percentage?
Look, I think it's a I think it's going to be a challenge for Ryan. I think he's done a By the way, he did a great job with Chewy. Um I think he's doing a good job with GameStop.
>> pull it off?
>> In the next in the this year? I think it would be very, very challenging. Like almost impossible challenging. But, that's because he effectively would have to get the board, which doesn't want to hand over the reins, and he'd have to get all the big institutional investors behind him.
>> Could he alter >> I mean, there's still 6 months till the end of the year, so it's definitely very possible. 6 months is quite a bit of time.
I guess it probably is more likely that they get it done next year, but there was an interview where Ryan said they most likely will get the deal done this year.
We'll see. We'll see.
>> Can we do it like over time?
>> Maybe, but um it's not an easy one.
>> Isn't easy one. What's going to happen to SpaceX when it floats in a couple of weeks? Is that going to be the rocket that we all expect?
>> So, it's interesting. It's a rocket that almost invariably has to be a rocket uh for the first couple of weeks because the Nasdaq uh the stock exchange where it's going to go public has an index fund called the QQQ. Anyone who buys the Nasdaq index fund is automatically within the first 5 days going to be buying shares of SpaceX. So, there is a effectively an automated buyer of SpaceX shares. And by the way, there's other investment funds out there that try to mimic the Nasdaq fund. So, they have to automatically buy shares, too. So, I think in >> Oh, I don't like that at all.
Good thing I'm not a Nasdaq investor. I would I'd be pretty upset about that. I do not want to have any any let or any uh exposure to SpaceX. No way. That that stock is no bueno for me.
>> The immediate aftermath, there will be uh lots of shares moving higher. Having said that, Elon's done something very interesting. Talk about the democratization of finance.
He's allowing a lot more retail investors to buy in than historically uh >> Why is he doing that?
>> He believes in this idea of democratizing finance and believes there's a big audience for his shares.
The question and it's going to be a big test. Most companies don't put the shares in retail investors' hands immediately because they're not considered diamond hands. They're considered quick uh quick quick hands that they may sell if the stock moves too high. So, it's going to be a very interesting one to watch.
>> I >> Yes, I mean, SpaceX is a very interesting stock. I'm pretty curious to see what's going to happen with it. I don't think it's going to stay at two trillion market cap. I think uh a better value for that is probably somewhere around 700 billion, so you're quite a bit aways from that.
And IPOs are tough to predict, but I don't I'm not a I don't like IPOs at all.
>> I sat with three billionaires about three, four years ago over lunch, and I just said to them, "Come on then, if you could invest in one stock, what would it be?" And they all they all said SpaceX.
>> I say GameStop.
>> [laughter] >> I would put all my money in GameStop if I was a billionaire.
>> But it was very interesting. So, it's going to be it's going to be a fantastically exciting >> And watch for the next move. Elon's next move.
SpaceX, I think, is going to ultimately buy Tesla.
>> I think that's inevitable.
>> And they're going to rename the company X.
For the whole enterprise.
>> Really? The whole thing?
>> That's my >> Really?
>> That's my call.
>> That's a it's a big call, but you're usually right. I want to weigh in with one simple question.
>> That was a pretty interesting prediction. I don't I don't know about that. I don't know why SpaceX would buy Tesla, but I guess we'll see. I guess we'll see.
Really good interview by Ryan, though.
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